Techno-Organics
by Rapidfyrez
Summary: After the events of "The Human Factor" Megatron learns some interesting new details that put the autobots human allies in danger
1. Prologue

**A/N: Man I have got to stop coming up with new ideas. Anyway I know the concept of human turned Cybertronian is nothing new but I wanted to give my own shot at it. Anyway here's the first chapter.**

Prologue

Location: Aboard the Nemesis, somewhere over the mid-western United States.

Time: 1 Week after the failure of Project Damocles and the dissection of Silas.

Thousands of feet in the sky a large warship glided silently through the inky blackness of the night. It was an ugly intimidating thing, covered in various sharp aesthetics with a black paintjob dotted with red lights.

To the casual ground observer, it looked like an odd zeppelin. Little did the humans know that this was the mighty warship of the evil Decepticon Warlord Megatron. Said warlord stood on the bridge of the Nemesis staring through the view ports at the pitiful world below.

It was such an insignificant little mud ball filled with, in his own not so humble opinion, a race of violent primitives who's best purpose would be served as slaves to rebuild Cybertron. Unfortunately, multiple factors had delayed what should have been an easy conquest.

The first was the Autobots. Ever since arriving on Earth they had been a pain in Megatron's aft, foiling every major plan he could formulate. As if they weren't bad enough, the Decepticon ranks were in complete disarray. The traitors Starscream and Airiachnid had caused nothing but chaos since they had gone rogue, though Megatron knew that both were currently out of commission. Starscream's clones from his failed assassination attempt were in Knockout's med lab.

But arguably the most shocking roadblock had come in the form of the former human turned Cybertronian Silas. The leader of M.E.C.H, Silas had caused minor trouble for Megatron since they first surfaced. When he discovered that Silas had been put in control of one his former soldier's bodies, he had been ready to rip the monster to shreds.

But, of course, Silas had managed to survive a few measly days through project Damocles, a satellite based laser weapon that could attack the Autobots anywhere on Earth. Of course though, the Autobots had foiled that scheme as well, and whatever shred of hope Silas had of surviving was scattered, much like his body was scattered across Knockout's med lab.

Megatron, while disgusted to learn a human was inhabiting a Cybertronian body, was also intrigued. If he could find a way to duplicate the procedure, he could create new, more powerful soldiers than the insufferable drones that inhabited his ships.

Megatron's train of thought was interrupted by the tap of metal feet on metal floors, and he turned his head to see the red and white body of Knockout. A skilled doctor and decent fighter, Knockout had become the new ship medic several months ago when Starscream had almost usurped command from Megatron. Regardless, Knockout had remained loyal, and despite his obsession with his paintjob, proved to be a reliable Decepticon.

"Knockout," Megatron said, his voice similar to the sound of sharpening metal, "What have you discerned from our… 'Patient'?"

"Quite a few interesting details Lord Megatron, if you'd allow me to explain." Knockout's voice had a deep, almost seductive undertone regardless of his mood.

"Proceed," Megatron rasped.

"Well, normally the idea of combining Cybertronian biology with an organic body would be a ludicrous idea, but it would seem that the techs who worked on Silas found a way. Tell me lord Megatron, have you heard of Techno-Organics?"

"Nothing but rumors, though I believe you have more information than I."

"Indeed," Knockout confidently said, "As you know Megatron, Energon our life blood, is normally toxic to organic life forms in large dosages."

"I am quite familiar with the effect it can have. What is your point?"

"My point, Lord Megatron, is that in small amounts Energon will not kill the organic host. In fact, the worst case for most organics is mild sickness. This is not so for Humans. It turns out that when introduced to small dosages of Energon, a human body will adapt, becoming immune to Energon and creating a Spark within the body, mind you one that is much weaker than our own, but a Spark nonetheless."

Megatron's eyes widened at this revelation. "I assume there are drawbacks to having such a power source in an organic?" he asked.

"You would be correct," Knockout responded. "In fact, even if Silas had not failed, his internal organs would have fried in a matter of days."

"So creating new soldiers from humans is out of the question," Megatron said, the disappointment evident in his voice.

"On the contrary Megatron, this will allow us to quite easily build new troops. You see if we can use the new treatment I have recently perfected- thanks to our lovely patient-we can have new techno-organics created in seven stellar cycles."

Megatron gave him a confused look "But if the humans' bodies cannot handle a spark, what hope could we have of producing long lived warriors?"

"Ah, you forget Megatron," Knockout said, trying to ignore Megatron's death stare. "A spark can survive outside of its body for a limited amount of time in order for a new body to be made available."

"While I am impressed by this discovery Knockout there is one crucial detail you are forgetting."

"And that is?" Knockout asked.

"WE DON'T HAVE ANY EMPTY BODIES LYING AROUND!" he yelled causing Knockout to flinch in fear.

"Lord Megatron, please, have you forgotten the protoforms Starscream so "graciously" gave us? With a few modifications I can return them to their original form for the first four subjects."

At this information Megatron smiled, revealing his sharp serrated teeth. "Excellent," he said as he walked to a terminal. "And I know the perfect test subjects for us to use." He tapped a button on a terminal, and a picture of three human children appeared on the screen.

One of them was a young boy dressed in an orange vest and white shirt with jeans and a pair of glasses. The next was an Asian girl with two pigtails and pink highlights in her hair. The last was the oldest who wore a plain gray shirt over a white long sleeved shirt and a pair of jeans. He had grey blue eyes and dark black hair. They were Rafael Esquivel, Miko Nakadai, Jackson Darby, human allies to the Autobots…And they had just become the new targets for the Deceptions.


	2. Chapter 1

Ch1: Capture

Jasper, Nevada. To the casual observer it was just another small town in the middle of nowhere with a small population and a handful of stores as well as a high school. If one were to look closer though, they would find there was more to this town than meets the eye.

Living here were three human allies to the Autobots, who had been instrumental in thwarting the Decepticon plans repeatedly. Their names were Jack Darby, Rafael Esquivel, and Miko Nakadai. Three ordinary human children, who were secretly involved in an ancient war between the two alien factions.

Currently, said humans were waiting on the front steps of Jasper High, waiting for their Autobot protectors to arrive and bring them to their base, secretly hidden within a large decommissioned missile silo.

"So Raf…" Miko started. "How has the move gone with your folks?" After the events concerning Silas and project Damocles, Raf's family had been forced to move as the Decepticons had discovered the location of his house. Luckily for him, the government had taken care of all expenses and crafted a cover story for his parents, who knew nothing about the Autobots or Decepticons.

As far as they knew, there was some sort of dangerous infestation that had required them to move so it could be contained. To Raf's relief, his parents bought the story and had moved to their new location within the week.

"It's going okay Miko," Raf said, looking over the parking lot for any sign of their guardians. "So far, my parents haven't questioned the move, and it's been pretty peaceful."

"Yeah," Jack said. "Good to hear Raf. Let's just hope it stays that way." At that moment a red sedan pulled into the now empty school parking lot, and Jack's mother, June Darby, exited the vehicle, still dressed in her nurse attire as usual.

She looked towards the children and waved them over to her car. Miko and Raf looked at Jack in confusion, and he just shrugged, having no idea what his mother was doing there.

"Mom, what are you doing here? Where are the Autobots?" Jack asked as he and his friends walked up to her car. "And don't you have work today?"

"I got off early," she said while gesturing for the kids to enter the car. "As for the Autobots, they all went on some sort of mission and left Ratchet in charge of the ground bridge. So I decided to bring you guys to base."

Jack just nodded at her explanation, getting into the passenger side, while Raf and Miko sat in the back. Once they were all settled in, June pulled the car out of the parking lot, and began the half hour drive to base.

The kids rode in silence not really sure what to talk about. Normally when they rode to base it was with their Autobot partners who always had something interesting to talk about, but the last few weeks had been a rather intense time for everyone who knew of the Autobots. As such even Miko with her loud personality didn't have a lot to say.

The ride would have stayed in this awkward phase until they reached the base. Funny thing though, the universe likes to screw with people. What would have appeared to be a boring ride would soon become the ride from hell.

* * *

Six alien jets fell from the sky in a V formation and began following the lone red car down the desert road. Five of said jets were a purple black color and made up either side of the V. These were Vehicons, Decepticon drones equipped for combat. While far more powerful than any human weapons of war, the drones were simply programmed robots with no minds of their own.

The large jet that lead the formation was a human jet that was a blue and gold color. In reality, this jet was Dreadwing, Megatron's loyal second in command, and one of the most powerful Decepticons in his army, even able to fight Optimus Prime to a standstill.

However the mission he was on this time was different. He wasn't attacking Autobots or a human research facility. No, this time he was capturing three annoying pests for Lord Megatron so that he could use them to further whatever his glorious goals were. Now some Cybertronians might have questioned an order about capturing children for the warlord, but Dreadwing's loyalty was unshakeable, and he knew that whatever reason Lord Megatron wanted the humans, it was not his place to question it.

Shaking himself from his thoughts, Dreadwing refocused on the red sedan. "Block off their possible escape routes. I will capture them myself."

The Vehicons simply moved off in acknowledgment of his order and dived forward towards the vehicle below. Soon there would be no escape for the humans.

* * *

The four humans were simply trying to relax in the car when the sound of multiple jet engines sounded

"What is that noise?" June asked.

Miko looked out her window to see a Decepticon flyer pass overhead "It's cons, and lots of them!"

"Scrap!" Jack cursed. "Miko, see if you can contact base. We need a ground bridge."

"On it," she said as she flipped her phone open and dialed the base.

_"Hello?"_ the gruff voice of Ratchet answered.

"Ratchet it's Miko. We need a ground bridge fast, we have Decepticons tailing us."

_"What? All right, hold on. Let me get a fix on your location,"_ he said as she heard the sounds of ground bridge coordinates being typed in.

"Hurry Ratchet!" she yelled. "They're gaini-" She was cut off as a large explosion rocked the car.

Dreadwing had fired one of his missiles near the car, and now the vehicle was spinning out of control as June tried to keep it on the road. Just as the car began to straighten out, three cons landed in front of the car, causing June to slam on the brakes and come to a halt.

Checking the rearview mirror, she saw another two behind the car, blasters aimed at them. All four heard a loud thud and looked to the side to see the large form of Dreadwing standing over their car.

Reaching down, the large mech ripped the roof of the car off and stared at the humans. He saw the three main targets in the vehicle and noticed that there was a fourth one in the driver's seat, a female from the looks.

Dreadwing raised his servo to his com unit. "Lord Megatron, I have found the humans."

_"Good, we are opening a ground bridge for you now."_ At his words, the green swirling vortex opened up behind him.

"Lord Megatron, there is another human as well. What do you want me to do with it?"

There was a slight pause over the radio. _"Bring the fourth one as well."_

Nodding, Dreadwing reached down and picked up all four struggling humans in a single hand. Turning, he and the Vehicons entered the portal just as another opened, releasing several Vehicles. The vehicles were a red and blue semi, a black and yellow muscle car, a large green four wheeler, a blue motorcycle, and a white and blue sport car.

The vehicles appeared to fall apart but stay intact at the same time, reforming into five of the Autobots that defended Earth. Unfortunately, they were too late. The ground bridge had already closed, leaving nothing but June's damaged car lying on the road.

The Autobots stood there, stunned. They had been too late. The Decepticons had captured their friends.

The blue Autobot femme known as Arcee simply stared at where the ground bridge had been as her arms dropped to her sides. She was utterly speechless by the events that had occurred. It had all happened so fast, Ratchet calling them to base then informing them of the situation as he tried to get a lock on their coordinates.

And it still wasn't enough. Now her partner, Jack, was gone, and it was likely she'd never see him again. The realization of losing her partner again, just like Cliffjumper and Tailgate hurt, and without a word, Arcee turned and walked back into the ground bridge.

The other Autobots watched her walk back in silence before following her in. The loss for them as well would hurt, but Arcee and Jack were closer than any of the others had been with their partners.

Optimus, the large red and blue mech who towered over the rest of the Autobots, had already begun to formulate a plan as he himself walked into the large abandoned silo known as the Autobot base.

"Autobots," Optimus said his deep strong voice reverberating through the halls causing all bots to look towards him. "While the capture of our human allies is a critical blow, we must not lose hope."

"Optimus, what are you talking about?" demanded Arcee. "They're gone! The Cons took them back to their ship, which we can't find because of its cloaking."

"A fair point Arcee," Optimus acknowledged. "However, I have taken precautions in case of such an event. Inside each of the children's cell phones I had Ratchet implant a tracking device that should allow us to find and rescue the children and June before any true harm may come to them."

"Optimus," Ratchet said while looking at the terminal for said signals. "Getting a lock on those signals will take time, days even. The cloaking on the ship is stronger than I anticipated."

Optimus put a reassuring servo on Ratchets shoulder "I trust in your abilities old friend, if there is anyone who can find the ship, it is you. Make sure you update us as soon as you have a lock."

Ratchet nodded before returning his attention to the screen. "As for the rest of you, make sure to prepare yourselves, for as soon as we find the Nemesis we shall launch an assault to save our companions."

The other Autobots nodded and dispersed each one off to prepare in their own way to rescue their friends.

* * *

Jack woke with a start in a dark room, his whole body racked with pain. He opened his eyes to look around and waited for them to adjust to the relative darkness. As his eyes adjusted, he noticed three figures lying on the floor.

Recognizing them, he tried to stand up, only to fall on his hands and knees. Whatever the cons had done to him, it made him feel very weak. He looked back up from the ground as the others began to stir.

Ignoring the pain, Jack stood back up and began helping Raf up. Despite being in what was obviously a Decepticon prison, if the purple metal and lack of lighting was any sign, the boy seemed unharmed…Until the lights in the cell flickered back on revealing what the cons had begun to do.

"Um, Jack?" Miko asked. "Why are you glowing?"

"Miko what are you-" Looking at himself, he saw what she meant. Faint blue lines were traced across his hands and when he pulled his sleeve back they continued up his arm. If he had to guess his face likely was covered in them. It wasn't just him though, everyone had the same faint lines crossing their skin, even his mother.

June let out a gasp as she looked over the children. "This is not good this not good at all."

"Mom, calm down. What do you mean this isn't good? It just looks like some sort of paint."

"No it's not Jack. These lines, they match up perfectly with the human circulatory system. I think the Decepticons…" She gulped nervously before continuing. "I think they injected us with something."

"How very clever of you Mrs. Darby," a mocking voice said. Turning towards the voice, they saw a large silver mech standing outside their cell, his piercing red eyes watching each and every one of them while his arms were crossed behind his back.

"Megatron," Jack growled.

"Ah, Jack it is so good to see you again." Megatron said in a mocking tone. "Of course, in a few cycles it will be more appropriate for you to refer to me as Lord Megatron."

"What the hell are you talking about?" he demanded.

"Well you see; I have encountered a little problem concerning my soldiers. They simply lack any form of real combat ability. Thanks to Silas, however, I may be able to correct the mistake. You four will have the privilege of becoming the first soldiers in my new army."

"What are you talking about you monster?" June asked "They're just children, not warriors, even if they were they couldn't or wouldn't fight for you."

Megatron just chuckled. "Ah, that is where you are wrong. You have already noticed the substance that resides within you. Knowing that you all seem more intelligent than the rest of your kind, you may already know what it is."

Jack's eyes widened as he realized what the substance was and why it made him feel so weak. "It's Energon isn't it?"

Megatron just chuckled again "Yes it is, and when your Energon treatments are complete, your old bodies will be disposed of, and you will be turned into warriors that the Autobots will not be able to fight." With his gloating done, Megatron turned and exited the cell, leaving four humans to fear the coming days.

**A/N: Well, here it is; the first real chapter. Hope you guys enjoyed it, and please review it. Your reviews really help me out and make me eager to actually write more.**


	3. Chapter 2

Ch 2. Experiments

_5 days after the capture of the Autobots' human allies…_

Jack stumbled as the Vehicons shoved him into the cell with the rest of his fellow prisoners. This was the 5th time since they were captured that he and the others had been dragged into Knockout's med-lab. Each time they were injected with Energon and treated to a short electroshock therapy. Why they didn't know.

But the effects of the Energon were starting to become obvious. The faint blue lines that had traced their veins before were lit up like a Christmas tree. Even their eyes were being affected, starting to glow the same bright blue color as the rest of their body. There were other less notable effects as well.

Jack had noticed on the third day that there was some sort of ache in his chest that wouldn't go away. Eventually, he asked everyone else if they were feeling an ache as well which they were. His mom said it was likely poisoning from the Energon that was damaging their organs over time.

Probably the weirdest thing they had noticed from their exposure was that none of them felt hungry or thirsty. It was as if the Energon itself was providing the nutrients they needed. Of course, that couldn't be possible. It was more likely the Decepticons were simply injecting them with the nutrients needed to keep their prisoners alive.

Jack stood shakily, looking over the rest of his fellow prisoners. Miko sat against one of the walls, her legs drawn to her chest, flipping through her various photos on her phone, likely trying to comfort herself in some way. June was sitting on the floor next to Raf, examining the poor kid, trying to help ease his pain in any way.

Out of all of them, Raf had been hurt by the experiments the most, his skin having turned a pasty white, and he was barely able to move without exhausting himself.

Jack walked up and kneeled next to June and Raf. "How is he?" he asked.

June turned to Jack. "I can't tell exactly what's wrong without proper equipment, but it's obviously the Energon that's hurting him. Jack, if we don't get him to the Autobots, the Energon will kill him."

"I know Mom, but there's nothing we can do about it. Our phones are jammed aboard the ship, so our best hope is that the Autobots can get to us in time."

June gave Jack a disbelieving look. "Jack, I know you trust the Autobots, but we can't hope that they'll come to save us."

"Mom don't say that, you know as well as I do that Arcee and the others would never abandon us, we just need to-" Before Jack could finish his sentence he was interrupted by a surge of electricity that surged outward from the center of his chest causing him to fall flat on his back.

Before any of the others could rush to help him, they all fell to a similar pain that wracked their forms, and all four hit the ground as heat and electricity surged through them.

* * *

In the hidden observation room, Knockout and Megatron watched as the humans writhed in pain. Unbeknownst to the humans, this was the final formation of their new sparks.

"Interesting," Knockout said.

Megatron turned to him. "And what, pray tell, is so interesting about this Knockout?"

"It would appear that the humans adapted to the Energon faster than I had anticipated, by several solar cycles."

"This will not be a problem will it Knockout?" Megatron asked.

"Of course not my liege. The protoforms have been reformatted and are ready to receive the new sparks."

At this Megatron smiled. "Excellent, retrieve the humans and bring them to the Med lab. It's time for my new Omega-cons to be born."

* * *

Megatron and Soundwave stood observing Knockout as he made the final touches to the protoforms so that they would not reject the new sparks when they were inserted. Each proto-form was lying on a berth, their spark cavity open waiting to receive the sparks of Megatron's newest warriors.

Megatron turned, examining the four sparks contained in four tubes filled with Energon. Removing the sparks from their original bodies had been simple enough. Once the humans were put under, more for making sure the stress of the operation didn't kill them than so they wouldn't feel the pain, removing the sparks from their fleshy bonds had been easy.

Now the original human bodies had been incinerated, and the four sparks were being prepped for insertion.

"Knockout," Megatron asked, "Are the protoforms ready?"

"Indeed, Lord Megatron; they have each been given a new vehicle form and will assume their true forms once the sparks are inserted. All we need do is wait for your command."

Megatron nodded for Knockout to begin the procedure. Turning towards the tubes, Knockout placed each one over an empty spark chamber in the protoforms. Pressing a button, the four tubes opened up, allowing the sparks to float into their new homes as Energon was injected into the body as well.

Once the cavity on each proto-form had closed, the full energy of the techno-organic sparks inside them activated, sending a surge of energy through the bodies. Electricity arched across the frames, as their physical appearances began to manifest themselves. Slowly one by one, four brand new Cybertronians were lying on the berths.

The largest one, the former human known as Jack, was as tall as Dreadwing with a silver blue color scheme. His head was covered by a helm that looked similar to his motorcycle helmet, though it lacked a visor or mouth-guard. His whole body was very lean, likely allowing for great agility, as evidenced by his wheeled feet and aerodynamic appearance.

The next largest was Miko, who bore some resemblance to Arcee, but was far larger and bulkier, with a purple, pink, and blue color scheme. She lacked any wings on her back and instead of a helmet, she had multicolored wires tied up in her traditional hair style, with a ponytail in the back and two pigtails on either side.

June's form was a mostly white color scheme with red highlights. She had two large struts on her back and a full helmet as well.

Raf was the smallest and had the strangest appearance of the four. His helmet was streaked back, similar to his original hairstyle, but, in similar fashion to Soundwave, he had no facial features to speak of, just a blank visor. Though this was where the similarities ended, as Raf had an orange and white color scheme, and was much thicker in the arms than Soundwave.

Megatron looked over his new soldiers in satisfaction "Knockout, I want you to begin reprogramming them starting with the children."

Knockout looked slightly confused at his request. "Lord Megatron, if I may suggest, wouldn't it make more sense for us to reprogram the adult first?"

"Under different circumstances you may be correct, but from the Intel Soundwave has gathered, the adult will have little sway over the Autobots. No, I wish to not only physically defeat the Autobots; I want their spirits crushed as well. Once you have finished reprogramming them, allow the signal from the communications device to pass through our jammers."

Soundwave simply nodded while Knockout stared at Megatron in shock. "But, Lord Megatron, that would allow them to bridge aboard our ship for an attempted rescue mission."

Megatron chuckled darkly. "I am counting on it Knockout."

* * *

_Autobot Base…_

Five days. Five long insufferable days. That's how long Arcee had been waiting for Ratchet and Agent Fowler to find the _Nemesis_. To say that Fowler had been angered by the news of their friends capture would have been an understatement. He had spent a good half-hour ranting about the consequences of it before the Bots had calmed him down.

Since then, the Autobots and US government had been searching tirelessly for the large warship. And as each day passed, Arcee had grown angrier and angrier.

This wasn't the first time she had lost a partner. Years ago on Cybertron she had lost her partner, Tailgate, to the Decepticon Airachnid. After that she had effectively closed herself off from everyone while she hunted down the spider-con to exact her vengeance.

Of course, such vengeance had been interrupted when she was captured by Starscream. When captured she met Cliffjumper, a charming, wise-cracking bot who helped her escape via Shockwave's spacebridge to Earth where they both joined team Prime. After that, Cliffjumper had slowly peeled away at Arcee's emotional barriers she had built after Tailgate's death, until she finally opened up to him and the others.

This had made Cliffjumper's death even harder for her than Tailgate's, but there was a difference this time. Before Arcee had fully fallen into her cold demeanor once more, she had met the young human teen Jack when she had to rescue him from a group of cons who had been tracking her.

Since then, she and Jack had grown close, becoming good friends and partners. After Airachnid's arrival on Earth, she had become very protective of Jack, trying her best to keep him safe no matter the personal cost.

This devotion was what was causing her current anger towards the grumpy team medic, Ratchet.

"Are you sure you haven't found anything?" she asked.

Ratchet sighed. "Arcee, I know you are worried about Jack and June, but rest assured, I am doing everything in my power to lock onto the signal. This process would be going faster if you would quit asking me the status of my efforts every five minutes!" Arcee ignored the medic and continued pacing, while the other bots returned from patrol.

"So Ratchet" Bulkhead, the large green mach, asked, "How goes the search?"

Bulkhead received a growl from Ratchet, as he began mumbling under his breath.

Bulkhead looked at Arcee in confusion. "Did I miss something?"

"I've been pestering the Doc about the kids location all day. I think it's starting to bother him."

Before Bulkhead could respond, he was interrupted by Ratchet. "Yes I got it!"

All the Autobots turned towards Ratchet. "I have found the coordinates and am preparing a Ground bridge as we speak."

"Excellent work old friend." Optimus turned to address the rest of the team. "Autobots, this is simply a search and rescue mission. We are to board the Nemesis, find Jack and the others, and leave as quickly as possible. Is this understood?"

While normally Optimus would not need to point out something so obvious, all the Autobots, save for Ratchet and Smokescreen, shared a deep friendship with the humans. Optimus did not need them endangering the mission in search of vengeance.

All the Autobots nodded in understanding. "Well then, Autobots, roll out!" And with that, the Autobots ran through the large swirling vortex that was the ground bridge.

_'Hold on partner,' _Arcee thought. '_I'm on my way.'_

**A/N: Well it's finally here, Chapter 2. Apologies for the bad writing of this and last chapter. These two have been a pain to write, and this one took longer than I would have liked due to lack of feedback and school utterly kicking my ass. I had actually planned to post this yesterday, but went and saw Star Trek: Into Darkness, which is a fantastic movie by the way. If you haven't seen it yet, go now. Hopefully, chapter 3 will be much better, and given what I have planned, oh boy, you guys are in for a ride. Anyway, hope you enjoy, and remember, no reviews, no chapters.**


	4. Chapter 3

Ch 3: The Omega-Cons

_Aboard the Nemesis…_

Deep within the bowels of the ship, a large green swirling vortex exploded into existence, and the five Autobots walked out into the darkened hallway, blasters raised. Seeing no enemies in the vicinity, they retracted their blasters back into their arms.

Optimus brought out a scanner with the signals' coordinates locked in. "According to the scanner, the humans should be through that door," he said, pointing at the closed door in front of them.

"Well what are waiting for?" Bulkhead asked as his fist turned into two large maces. "Let's bust it down and free the kids."

"Uh, Bulkhead," Arcee said.

"What?"

"There's an open button right there," she said, pointing to a glowing button on the frame.

"I knew that," he said sheepishly.

Walking up to the door, Optimus activated it and the door cycled through its locks. After a moment of waiting, it slowly slid open, revealing an operating room of sorts.

Reforming their blasters, the Autobots cautiously entered the room scanning for any possible hostiles. Detecting none, they retracted their blasters and began exploring the room, searching for any sign of June or the kids.

While searching Arcee saw a white and red figure lying on one of the berths and rushed over to investigate it. As she approached, she was shocked to see it was a Cybertronian femme with no sign of a Decepticon or Autobot decal on her.

"Optimus," Arcee called. "Come check this out." Optimus and the others approached Arcee.

"Did you find the children?" He asked.

"No, but I did find a Cybertronian without any symbols on her."

"What are the Cons doing with a neutral?" asked Smokescreen. "I thought that they just killed them on site."

Arcee just shrugged as the rest of the Autobots gathered around the mysterious femme as she slowly began to stir from her slumber. Her optics opened, revealing grey blue eyes that looked remarkably familiar, though Arcee couldn't figure out why.

Slowly the femme sat herself up and examined her surroundings. When she had finished looking around the look on her face was not one of confusion or fear, but one of relief.

The femme looked up at Optimus. "Optimus thank goodness you're here. Me and the children were worried you wouldn't reach us in time."

Arcee's optics widened at the femme's voice. She knew that voice, but it couldn't be. It belonged to a human. Or at least it did.

"June?" She asked hesitantly. "Is that you?"

The femme put her hands on her hips as if insulted by the question. "Of course it's me Arcee, why would you ask such an odd question?"

Everyone's optics widened at the revelation. This was June? What had happened to her? She wasn't a Cybertronian. She was human.

Arcee voiced everyone's thoughts. "Well…" she began. "You don't exactly look the same anymore."

June frowned. "What do you mean I don't look the same?"

Arcee looked for a reflective object and found an empty operating tray by the berth. "It might be better if you see for yourself," she said handing June the tray.

June looked at her reflection, completely paralyzed by the appearance of the metal face staring at her. Then she let out a single, high pitched scream.

* * *

_Meanwhile, aboard the bridge of the Nemesis…_

Megatron stood once more on the bridge, awaiting confirmation that his plan had begun. It was at this moment that Soundwave, Megatron's silent yet loyal spy master, approached the warlord.

Instead of speaking, Soundwave displayed several formulas and pieces of data that showed that a ground bridge had been opened near the med-bay.

Megatron chuckled. "Excellent, it would appear that the Autobots have sprung our little trap."

The warlord turned to three shadowed figures off to the side. "Engage them, but do not kill them. The Autobots must understand the hopelessness of their situation before we unleash our full might upon them."

The tallest shadow simply bowed before all three turned and exited the bridge, their goals clear. Like Soundwave, their loyalty was unwavering. They would not fail their master.

* * *

_Back in the med-bay…_

June continued screaming, unable to comprehend what had happened to her. The rest of the bots had covered their audio receptors, in an attempt to block out the shriek.

"Got quite the voice box doesn't she?" Smokescreen quipped.

Before her screaming could continue, Optimus clamped a servo over mouth, muffling the shriek, and stared into her eyes as he spoke. "June, I understand that you are confused by the situation you have awoken in. However, we need you to calm down. Otherwise you could alert the Decepticons to our presence, if they are not already aware. Do you understand?"

June nodded slightly, the fear in her eyes dying out slightly. Optimus let out a breath he didn't need and removed his servo from her mouth.

Taking a deep breath, June tried spoke again. "S-sorry Optimus. I j-just wasn't e-expecting that."

Optimus nodded in understanding. "I understand June, but please, you must tell us. Do you know where the children are?"

She shook her head sadly. "No the last thing I remember is being taken here, for that crazy doctor to operate on us." She sighed. "The next thing I knew, I woke up to see you five crowding around me."

Optimus thought for a moment. "It is likely that the Decepticons have separated the children so as to convert them into soldiers for their army." The others looked at Prime in shock. Such an idea was horrifying to them.

Arcee was the first to shake herself from her shock. "If that's the case, then what's the plan Optimus?"

"Smokescreen will take June back to base so that Ratchet can evaluate her condition." At this Smokescreen nodded and began to help June off the berth.

Optimus raised a servo to his com "Ratchet, open a ground bridge, we have found June and are in need of your medical expertise."

_"Roger that Prime, though I'm not sure if my skills will be very useful on human biology."_

Optimus looked June over before responding. "Something tells me your skills will be perfect for the job."

_"If you say so," _the medic said, as the swirling vortex opened once more, and Smokescreen escorted June through. Once they had entered the portal, it closed once more.

"Doc's gonna be in for quite the surprise when they come through," Arcee smirked. Despite the obvious severity of the situation, Arcee almost wished she could have escorted June just to see the priceless reaction on Ratchet's face. Almost, not quite, after all she still had to find and rescue Jack.

"As for the rest of you," Optimus said, drawing their attention back to him. "The most prudent course of action would be for you three to split up and search for the children while I remain here and gather data on what exactly Megatron has planned."

Nodding, each Autobot turned and exited the lab to begin the search for their partners. As they exited, Optimus pulled out a data storage device and walked to the nearest terminal. After inserting it into the terminal, Optimus began the lengthy process of decoding and storing the data for further analysis.

As he typed, he silently prayed to Primus that they were not too late to save the children from Megatron.

* * *

_Somewhere within the bowels of the Nemesis_

Bumblebee wandered the halls, blasters drawn, checking every room available for his friend Raf. Ever since he had lost his voice box at the battle of Tyger Pax, the poor bot had felt disconnected from the group. Though they were friendly and treated him like family, Raf had been the first human to understand him, and the two had formed an immediate friendship.

Now there was a good possibility that his friend's life was in danger thanks to Megatron and his own carelessness. The thought of Raf being hurt or cyber-fied angered Bumblebee and he swore he would make Megatron pay.

Bee's thoughts were interrupted as the lights along the hallway began to flicker. _'Must be an older section of the ship,' _he thought, noting the signs of age in the hallway. It was then that Bee noticed a large familiar outline at the end of the hall.

**"Raf, is that you?" **He called out, though it came out as a series of whirs and beeps. The figure stepped into the light, revealing, to Bumblebees horror, a Cybertronian Raf. Even with the new body and lack of human flesh or face, he could recognize him.

The voice that answered him though, was similar but cold and distant with a slight synthesized feel to it "Negative, Designation: Reboot, not Raf. Objective: Engage the Autobot known as Bumblebee."

Before Bee could respond, Raf charged at him. Bringing his fists up, Bee took the force of Raf's hit, which knocked him back. Stunned by the attack, he was unable to block the roundhouse kick to his face, knocking the scout on his back.

Raf backed up as Bumblebee struggled back to his feet, and the two took up fighting positions, waiting for the other to strike. Bee didn't want to fight Raf, but he knew that if he could knock him out, Ratchet might be able to fix whatever had been done to him.

Bee brought back a fist and slammed it into Raf's helm, knocking the smaller bot back. Bringing a follow up jab, his attack was redirected, as Raf quickly dodged and countered with a kick to the knee.

Falling to one knee, Bee grabbed the bot and rammed him up against a wall, ignoring the struggles of the smaller bot. However, while trying to restrain him, Bee had not noticed the four tendrils that were connected to Raf's back. Said tendrils had slithered behind Bumblebee, and prepped for an assault. Releasing a burst of electricity, the scout screamed in pain before falling on his back unconscious.

Raf raised a servo to his helm "Objective: Accomplished, beginning rendezvous." And with that, he turned and walked off, leaving the unconscious smoldering form of Bumblebee on the floor.

* * *

_Elsewhere aboard the Nemesis…_

Bulkhead was jogging lightly through the corridors, having long abandoned the stealthy approach to find Miko. The energetic girl had immediately hit it off with the wrecker, and Bulkhead saw himself as a father figure for the girl. As it was, he refused to let her spend any longer in this Primus forsaken place.

His thoughts were interrupted by the sound of a revving engine, and Bulk turned around just in time for a purple and blue, heavily modified Hummer H3 to slam into him, knocking him on the ground.

"Who the scrap are you!" He yelled as the vehicle's form shifted into a familiar feminine form. "Miko?" he asked.

It was indeed Miko. Even though she was Cybertronian, she still sported the same hairstyle and colors of her human form.

"What the slag was that for, I'm here to rescue you!"

"I don't know who this Miko is," she responded. "But MY name is Shriek, and I'm here to kick some Autobot tailpipe."

"Miko, it's me Bulkhead, your partner. Don't you remember?" He asked, hoping to jog the girl's memory.

"No idea what you're talking about big bot. Now, are you going to keep yapping, or are we gonna fight?" she asked as her right arm changed into a large spike ball attached to a chain while her left hands fingers became sharpened with various knives

"Look, I don't want to hurt you," he began, but was cut off by a swipe from her talons, leaving four thin cuts in his armor. "But I will if it means getting you back to normal."

And with that his fists changed into two large wrecking balls, and he charged at his partner. Raising one of his fists, he brought it down on her head, hard, only to have her redirect the attack into the ground. Using her momentum Miko slipped around to his flank, and brought the morning-star crashing into Bulks arm.

The attack barely slowed the Wrecker as he backhanded Miko, causing her to fly backwards into the wall.

As he approached her, he heard her sniffling, and realized she was crying. The young girl looked up at him with tears of anti-freeze in her eyes. "Bulkhead, why would you do that? I thought you were my friend."

Bulkhead's optics widened in shock. "Miko, I'm sorry I didn't mean to-" His sentence was cut off by a quick stab from her talons into a chink in his leg armor, causing him to fall to the ground.

"To make a complete fool of yourself why yes Bulkhead you did." She smirked as she brought her morning-star down on his head, knocking him out cold.

Miko place a servo to her com. "Shriek here, target is out cold. I'm heading for the rendezvous point." And she walked off, leaving the bleeding Bulkhead unconscious on the floor.

* * *

_Somewhere near the Flight Deck of the Nemesis…_

Arcee was worried. She hadn't found any sign of Jack or the others since they had split up. She had tried raising them on the com, but only Optimus had responded, reasoning that they may be engaged, as he had heard sounds of combat echoing through the ship earlier.

It made sense but what was odd was that Arcee hadn't encountered a single Decepticon the whole time. The whole situation reeked of a trap. All Arcee wanted to do was find Jack and get him out of here.

The sound of wheels on metal caused her to spin around blasters raised at the source of the noise. She was not expecting what she saw.

It was actually a tall silver and blue bot with wheeled feet, and an angular design, clearly meant for speed and agility. But the face…the face was what caught her attention. It was a Cybertronian version of Jack's own face, complete with those familiar blue-grey optics that June and he were known for.

Arcee lowered her blasters. "Jack, is that you partner?" She asked, trying and failing to hide the hopefulness in her voice.

The bot chuckled. "I don't know who Jack is. My name is Silverstrike, and according to Lord Megatron, I'm supposed to fight you." He began rolling around her on his wheels, circling her with his hands behind his back. The voice was Jack's. Arcee knew it, and she knew she had to rescue him, but it was clear he wasn't in control right now and had been brainwashed.

"Jack you have to listen!" she pleaded "Megatron captured you and experimented on you. Me and the others came here to rescue you and your mother, as well as the others."

Jack just chuckled again, a noise that lacked the usual warmth she had heard from it before "Ah yes the other Autobots. I believe the rest of my team has taken care of them leaving only you."

He wheeled slightly closer to her "It's quite a shame really. I take no pleasure in fighting females, particularly ones as pretty as you."

This caused Arcee to pause. Was that Jack talking, or this new personality? Before she could think further, an object popped out his back and into his hand, shifting into a long blade. When it finished, he charged, using his wheels to take off.

The attack was so sudden, that Arcee was forced to switch to her arm blades, barely blocking the blow, as a shower of sparks erupted from where the blades met. Backing off, Jack put some distance between them, before rushing to her side, sliding across the ground, and bringing his blade in for a cut along her midsection.

Arcee gasped in pain, grasping the injury as hot Energon began to spill from the wound. It wasn't serious, but it would slow her down considerably. She formed her other hand into a blaster and began firing at Jack, trying and failing to slow him. His movements were fast and elegant, dodging each blast as if they moved in slow mo.

Seeming to have had enough, Jack rushed at Arcee and launched an uppercut into her chin, causing the femme to fly into the air before landing with a thud on the ground, unconscious.

Jack raised a servo to his com. "Last Autobot is down. Heading to the rendezvous. It's time to take down Prime." And he rolled off leaving an unconscious Arcee bleeding on the floor

* * *

_Back at the Nemesis's med-lab_

Prime was working diligently, having just transferred the last of the data into the storage device.

He activated his com as he left the room. "Arcee, Bullhead, Bumblebee, any sign of the children?"

"I wouldn't bother Prime." A familiar voice said.

Turning to the sound of the voice, Optimus was shocked to see three Decepticons, who were clearly the children standing before him.

"What have you done to them?" Prime demanded.

"No need to worry." Jack said. "They'll be removed from the ship shortly. As for you, I believe it's time we showed off the true power of the Omega-cons." With those words something occurred.

The shapes of the three began to shift. Miko's form shifted over until they became a pair of purple and blue legs. Jacks lower body formed into his upper body creating an upper torso that combined with the legs. Raf broke apart, creating armor, for the shoulders, shins, and a new helmet.

Optimus took a step back as the massive Con stood even taller than him or Megatron. The Giant pounded both fists together, before announcing to the world "WE ARE OMEGATRON!"

**A/N: So what did you guys think of my little cliffhanger? Anyway here we are; the first chapter with any real action. For those wondering why the bots were so easily beaten, it was because they underestimated the Kids and were holding back. Don't expect future fights to go so easy. Anyway I almost forgot to mention in my last Authors note that June resembles Arcee from G1 Transformers, but obviously with a different color scheme and alt form. Thanks for reading, and remember, leave a review or I won't post a new chapter anywhere near as fast as last time.**


	5. Chapter 4

Ch 4. Omegatron

_Aboard the Nemesis…_

Optimus looked up in horror at the massive combiner before him. Megatron changing the children into brainwashed soldiers was bad enough, but he had made them combiners as well, meaning they were forever linked as brothers and sisters.

The combiner himself, Omegatron was massive, nearly twice as tall as Optimus, his head brushing the ceiling of the hallway. He was wider than Bulkhead, and could have crushed Arcee in one of his servos. However, he seemed to lack any weapons, like most combiners, and likely relied on pure brute strength in combat.

That would be Optimus's main advantage, his intelligence and speed. A combiner's massive body often relied on the combined intelligence of the individual pieces to function. This created an incredibly powerful but stupid warrior.

"I do not wish to harm you," Optimus said, as his battle mask slid into place, "But I will if it means freeing you of Megatron's control." With that he took up a battle stance, one arm converting into a sword, the other his blaster.

Omegatron looked at Optimus and laughed. "YOU HURT US? HA! WE ARE IMPERVIOUS TO ANY ATTACK YOU MAY THROW AT US PRIME!" While his voice was deep and booming, it contained a level of intelligence that other combiners lacked.

Before Optimus could figure out the meaning behind this, the combiner lowered his head and charged at him, his large footsteps _denting_ the flooring below. Optimus waited for the combiner to close the distance before rolling to the left and opening fire on the con. To his surprise, the shots did nothing, not even scratched the outer surface.

Omegatron slid to a stop and turned to Prime before chuckling. "IS THAT ALL PRIME?" He asked. "IF THAT'S THE BEST YOU HAVE, WE AREN'T GOING TO HAVE ANYWHERE NEAR AS MUCH FUN." Optimus just stood there, blaster raised, waiting for Omegatron's next move.

Omegatron's optics widened, as he hit upon a sudden realization. "OH WE SEE WHAT YOUR TRYING TO DO; TRYING TO USE AGILITY AND RANGE TO YOUR ADVANTAGE. THERE'S ONLY ONE PROBLEM WITH THAT PLAN." And Omegatron's left arm began to shift and change, as three large cylindrical blasters arranged themselves in a triangle shape, where his servo once was.

"YOU'RE NOT THE ONLY ONE WITH A BLASTER HERE." And he opened fire on Optimus. Optimus dove behind one of the many archways in the ship's hall, as Omegatron's cannon's began to chip away at the wall, his cannon dealing out the equivalent fire power of ten Vehicons.

Optimus simply knelt behind cover waiting for the right moment to strike. Every Energon cannon could only fire so many shots before it overheated and had to cool down. All Optimus had to do was wait for that moment.

His moment came as he heard the telltale sign of hot air escaping the vents of the blasters. Swinging out of cover, Optimus ran towards Omegatron, transforming to vehicle mode as he did. Switching into overdrive, the 15,000 lb vehicle slammed into the 60,000 pound Con at over 130 mph, causing him to fall on his aft. Optimus slid to a stop, transforming to robot mode as he did, and examined the situation.

Omegatron was lying on the floor groaning as he shook his head back and forth. Optimus slowly approached the fallen behemoth.

"Jack, Miko, Rafael are you okay?" He asked.

The response was a punch from Omegatron, that sent him tumbling into the wall as the combiner stood once more. "WE TOLD YOU NOT TO CALL US THAT. WE ARE OMEGATRON!" His rant over, the combiner picked up the still dazed Prime by his leg and flung him into the nearest wall.

Prime was confused. A combiner was tough and strong, but lacked any real speed or intelligence. Omegatron seemed to have a combination of all these traits. Optimus realized how greatly he had underestimated his opponent.

Standing up Prime shook himself before extending both his swords. Omegatron looked at him before pulling a cylindrical object off his back. The object began shifting in his grip before fully transforming into a blade as long as Arcee was tall. On his left arm, an Energon shield spiraled out creating a sword and shield combo.

Optimus let out a war cry before charging the massive Con. His first strike met the cons own blade head on, and the two locked, Prime being pushed back bit by bit. Putting his other sword next to the other, he crossed the two into an X catching Omega's sword between. Prime summoned all his strength and shoved the sword to the side.

Before Omega could recover, Prime stepped forward and slashed down across his leg, hoping to slow the behemoth. A thin cut appeared on the leg, but besides that, no real damage was done. Omega, looking down at the damage, growled and backhanded Prime into the wall once more.

Prime let out a groan of pain as Omegatron grabbed him by the helm and shoved it into the ground, before stomping his massive foot atop him. The slowly he began to apply more and more pressure, taking pleasure in hearing the creaking and popping of metal, emanating from Prime's chassis.

Before the last Prime's spark was extinguished, a voice sounded. "Enough Omegatron! You have made your point."

Optimus weakly turned to the source of the voice. His optics widened in surprise when he saw that it was Megatron who had called him off. The warlord stood with Knockout and Dreadwing behind him, all three holding the damaged forms of his team in their servos.

Out of all of them, Bumblebee was in the best condition. His form, while slightly charred and dented, showed no real sign of physical damage. This could not be said of the other two. Bulkhead had several long but thin cuts covering his chassis and a large dent in his helm.

Arcee was in the worst shape. She had a nasty gash in her side, that showed no sign of slowing in its bleeding, and one of her optics looked slightly cracked, though Prime had no idea how that happened.

Megatron approached the still form of Prime whose optics tracked the warlord's movement. Suddenly, Megatron dropped down near Optimus's side. "You are lucky Optimus. I am in a merciful mood today. I simply wanted to test the capabilities of my new soldiers. I must say I am impressed by the speed in which the Omega-cons dispatched you."

Megatron glared at the two soldiers behind him. "Unlike certain others." He returned his gaze to Optimus. "But know this Optimus: The next time you or your Autobots encounter them, I will not stop them from ripping your sparks out."

With his little speech over Megatron stood once more. "Call your ground bridge and leave my ship. I am sure you have much to talk about." The warlord, his soldiers, and Omegatron laughed before releasing the rest of the team and leaving.

Optimus reached a servo to his com unit. "Ratchet we need a bridge."

_Autobot base 15 minutes earlier…_

Ratchet activated the ground bridge, as per Optimus's orders and waited for Smokescreen and June to come through. What came through, was surprising to say the least. Smokescreen came through supporting a white and red femme who was slightly smaller than Ratchet.

Ratchet rushed to meet the two. "What happened, who is this? Where is June?"

The femme laughed at his concern. "Did I say something funny Miss?"

"Oh nothing, Ratchet, just happy to see that you do care about us humans."

Ratchet practically froze when he heard her voice. In fact if one looked hard enough, they could actually see the gears turning in his head before he finally decided on a single word. "June?"

The femme chuckled sadly. "In the flesh, or metal, I guess."

Ratchet shook his head. "Get her on the examination table stat, so I can see the full extent of this change." Smokescreen nodded and helped June onto the berth.

As Ratchet prepared his equipment, the base's sensor alarm went off. Looking up, he saw it was only Agent Fowler. Whatever the Agent wanted he would have to wait. Ratchet had to find out if what had happened to June was permanent.

As Ratchet walked over to the table, the elevator door opened, and Fowler stepped out with several humans behind him. The first two, were of Asian descent a male and female, dressed in human formal wear. The male was relatively tall with a balding head and a pair of thin glasses and a clean shaven face. The female was much smaller, with her hair pulled back in a bun and a small amount of makeup on her face.

The other two were in stark contrast of the others. The male practically towered over the others, nearly 6 and a half feet tall, with hints of Mexican descent. He was dressed in jeans and a plain white T-shirt with a black button up shirt around it. The other female was much shorter, with dark skin and brown hair pulled back in a ponytail and a pair of thick glasses resting on her nose. She was dressed similarly to the male but with a pink blouse on instead.

All four humans looked up at Ratchet and Smokescreen in awe, unaware of June on the table.

Fowler walked up to Ratchet. "Ratchet, where is Optimus?"

Ratchet sighed before addressing the agent. "Optimus and the others just left to rescue the children from the _Nemesis_. Now if I may ask Fowler, why have you brought 4 more humans into the base?"

Before Fowler could answer, the well dressed Asian man walked forward "Hello my name is Hiroshi Nakadai, I believe you know my daughter Miko?" Ratchet gave a bored grunt in response.

Hiroshi glared at the medic before continuing. "Agent Fowler here informed us of the situation, and I am assuming that you and the other machines have rescued our children?"

"I just can't believe that June knew and never told us." The short Latino women said. "How could she be so irresponsible as to allow her own child to be around such dangerous creatures?"

A small growl drew their attention to June, who by now had begun to get off the berth. She looked them over before responding "You know Mrs. Esquivel, under Autobot care my son and I were quiet safe. I would prefer you did not insult my parenting skills especially after all I have just been through."

The four humans looked at June in shock, before Mrs. Esquivel spoke up. "June? What happened to you?"

"The Decepticons that's what, and if it weren't for the Autobots, we'd all be like this." She practically spat that last sentence at the poor women.

Before they could continue, a transmission came through. _"Ratchet, we need a bridge."_

Ratchet nodded, opening the bridge expecting the Autobots to come through with the children safely in tow. As the tunnel lit up, four figures limped into view.

Ratchet' insides twisted as he stared at his fellow comrades. Not a single one was uninjured in some way. Optimus was carrying Arcee in his arms. Ratchet rushed forward with June and the other humans close behind.

"What happened? Where are Jack and the others?" June asked.

Optimus gave her a sad look. "June, I fear we were too late."

June brought her servos to her mouth in horror "You don't mean?"

Bulkhead shook his head as he limped towards the med bay. "No the kids aren't hurt, we just couldn't get them."

"Well, why not?" Hiroshi asked "We were told that you were the best hope for saving the children. What stopped you from saving our children?"

Optimus set Arcee on a berth and allowed Ratchet to get to work, before turning to Hiroshi "It was not that we were stopped by Decepticons, but by the children themselves."

"Optimus?" June asked "What do you mean?"

Optimus looked down sadly. "I fear that Megatron has transformed your children into Cybertronians."

There was a collective gasp from the parents."Not only that," he continued, "but they have likely been implanted with a virus that has caused them to forget their original identities. They now believe they are a group of Decepticons known as the Omega-cons. Each of them engaged us one on one, defeating us in turn, as we held back as to not injure our friends."

Ratchet looked at Optimus with a suspicious look. "You mean all three were able to take you down? Optimus I find it highly unlikely that three brainwashed Decepticons could do that."

Optimus looked to Ratchet, "It was not three Ratchet. When all three confronted me, they revealed another machination of theirs, courtesy of Megatron. They have been converted into a combiner."

Hiroshi stepped forward "Not to sound ignorant, but what on Earth is a combiner?"

"A combiner is a group of Cybertronians capable of combining into a single being, usually lacking in intelligence and speed, but making up for it in raw power. However, it would seem Megatron has found a way past such a barrier, and created the perfect blend of speed, strength, and intellect."

"What happens now?" asked Mrs. Esquivel. "How will you save our children if they don't want to too be saved?"

Optimus looked at the small woman. "Through any means necessary."

**A/N: Here it is folks, Chapter 4! I had a lot of fun writing this chapter and am looking forward to showing off what's to come. I also have to give a shout out to prodigal the son for giving me the basic ideas for Omegatrons weapons, and ****KHGiggle for beta reading. Anyway if you enjoyed it review. If you didn't review it anyway. I can only get better if you guys tell me what you think.**


	6. Chapter 5

Chapter 5: Engaging the Enemy

_1 week after the events aboard the Nemesis…_

Silverstrike stumbled backwards from a strike from Dreadwing. The former human had asked the yellow and blue seeker if he could possibly spar with him. This of course was after Silverstrike had decimated over thirty drones. They simply couldn't hope to keep up with the speed and skill of the mech.

Dreadwing, so far, was the only one to pose a true challenge to the mech and had fought him to a standstill. Silverstrike glared at the seeker as he circled him on his wheeled feet, blade drawn. He was examining his opponent, searching for any possibly weakness in his defense.

Dreadwing's own blade was drawn and ready as the seekers optics tracked his foe. Dreadwing had been surprised, to say the least, when Silverstrike had asked him to spar. When he told him to ask one of his own teammates, he stated that he knew their fighting styles too well. He needed to face a style he hadn't fought before. After some thought, Dreadwing had agreed, albeit reluctantly. The Seeker didn't particularly trust any of the Omega-cons given their origins. True they had proven effective in facing the Autobots, but until they faced the Autobots in honorable open combat, Dreadwing would remain skeptical.

The seeker's thoughts were interrupted when Silverstrike suddenly rushed forward, blade trailing behind him. The mech twisted on his wheels, spinning towards Dreadwing, who parried the blow. Silverstrike wasn't deterred by this and brought the blade back towards the mid-section of Dreadwing, who grabbed the blade with his servo, while bringing his own blade to Silverstrike's neck.

The two warriors glared towards each other "Another tie." Dreadwing spoke, as the two relaxed from their battle poses.

"Perhaps," Silverstirke said, as he returned his blade to his back, "but one of these days I'll defeat you in a fair fight."

"I look forward to the day." Said Dreadwing, as the door to the training room opened, revealing Shriek and Knockout who were once again bickering.

Despite knowing her secret origin, Knockout had made multiple attempts to flirt with the Omega-con, which often ended badly for the prissy mech.

"I'm just saying," Knockout said, "A pretty mech like yourself shouldn't be alone all the time on the Nemesis. I was simply offering to serve as some… company."

Shriek gave the con a glare. "I don't need company Knockout, especially from the likes of you. Now for the last time, stop following me, or I'll scratch your paint off."

"That's not all you could scratch," he quipped. Shriek glared at him in disgust then, moving almost too fast for anyone to see, swiped her talons across his chest, leaving four deep scratches in his paint.

"You glitch! Do you have any idea it'll take to buff that out?" he shrieked.

"That was the idea," Shriek retorted, as she strolled towards Silverstrike and Dreadwing.

"What can I help you with sister?" Silverstrike asked.

"lord Megatron has requested our presence on the bridge," she said before turning to Dreadwing. "Yours as well," she stated before turning and heading for the exit.

Nodding, they both made their way towards the bridge; Silverstrike smirking at Knockout as the crimson mech fussed over his paintjob. The mech returned his smirk with a glare before returning his focus to his paint.

Dreadwing and Silverstrike walked side by side down the dimly lit corridors of the Nemesis. While Dreadwing did not completely trust all of the Omega-cons, he did have a healthy respect for their leader Silverstrike. The young mech had shown himself to be a very competent fighter, and even seemed to understand the basic concepts of honor.

_'He will make an excellent comrade, and maybe even a future second in command,' _Dreadwing thought to himself. He quelled his thoughts as the two entered the large expanse of space that was the bridge of the Nemesis. The walls were lined with the usual terminals and Vehicons who were hard at work.

Megatron stood at the end of a platform, looking through the view port below as he often did. His spymaster Soundwave was off to his right, while Reboot and Shriek stood behind him, waiting for Dreadwing and Silverstrike.

The two joined the others standing behind Megatron before kneeling in a sign of respect towards their master "You wished to see us Lord Megatron?" Silverstrike asked, head bowed.

"Indeed Silverstrike. I wanted to commend you once more for your admirable victory over the Autobots." Megatron said, not even turning to acknowledge them.

"If you do not mind me asking, my lord, why did we allow the Autobots to escape? And why have we not attempted to strike them while they are weakened?" Silverstrike asked.

Megatron turned to look at the four kneeling before him. "That, my Omega-cons, is for me to know. However I can tell you this: We will not destroy the Autobots, not yet. First we must break their spirits."

The Omega-cons spared a look at their master before returning their heads to a respectful bow.

Megatron looked over the kneeling bots. "Arise my loyal servants. The time has come for your next mission."

"Mission, my lord?" asked Shriek as they stood. Even Dreadwing and Silverstrike's massive heights were dwarfed by the sheer size of Megatron, who easily stood over 50 feet tall.

"Yes, I want Silverstrike to lead a task force of Vehicon drones to attack a human military outpost. We have discovered a large vein of Energon there, but the base stands in our way." The large silver mech said before nodding to Soundwave.

Soundwave nodded silently, before displaying several photos on his visor. The photos were various pictures of the outpost with highlights indicating the location of the Energon.

"I am honored, my lord, but may I make a request?" Silverstrike asked while examining the base's layout for the easiest direction of attack.

"And what request might that be?"

"I wish to request the aid of commander Dreadwing in battle. While I am experienced in leading the Omega-cons, I lack the capabilities to lead a large task force. His experience would be useful in assaulting and holding the location."

Megatron nodded in understanding. "Of course, Dreadwing shall accompany you. Now go," he said, waving his hand towards the exit.

The Omega-cons bowed their heads before turning to leave. "Oh and Silverstrike," Megatron said, back turned. "When you encounter the Autobots, show them no mercy."

Silverstrike nodded before following his team towards the ground bridge.

* * *

_Autobot Headquarters…_

To say the last week had been nerve wracking would have been an understatement. The injuries the team had suffered had been relatively minor, save for Arcee, who had been in stasis lock for two days before finally coming back online. When the femme had awoken and been told the severity of the situation, she had retreated into her quarters refusing to come out except for Energon.

No one had the heart to force the femme out. She had lost two partners before, and to have found out that not only was her current partner gone but converted to a Decepticon had hurt her.

The rest of the base had been on edge, particularly Bulkhead. Miko's parents had proven to be very similar to June, as both were helicopter parents. However, June seemed carefree compared to those two, as they had bombarded him and Optimus with a list of questions a mile long. When Hiroshi had discovered some of various "outings" with the bots, furious was not even close to the anger he felt.

He blamed the bots for the current situation of his daughter, believing they had encouraged her irrational behavior. As it was, he rarely treated any of the bots, especially Bulkhead, with respect.

Raf's own parents were a different story. They were simply concerned for their son, and to everyone's surprise, it turned out Raf's ability to understand Bumblebee's beeps and whirrs was genetic. Mr. Esquivel could understand the bot to a point, claiming his work with computers might have something to do with it.

Currently, the Autobots were simply waiting around base, as there had been no sign of Decepticon activity in the past week. Of course Optimus knew better. The encounter aboard the Nemesis was simply the calm before the storm. Things were going to get much worse before they got better.

As if on cue, the communications terminal beeped, as Agent Fowlers face appeared on the screen. "Prime!" He shouted.

"What is it Agent Fowler?" Optimus asked as he approached the terminal.

"Yes, Agent Fowler, what is it? Have you done a better job at finding our children then these machines?" Hiroshi asked in a condescending tone.

Fowler ignored the man and addressed Prime. "A large group of Decepticons have begun an assault on an air base in Texas, and there appear to be three new cons leading the charge." A picture appeared with Jack, Raf, and Miko leading a task force of cons out of a ground bridge.

"The children" Ratchet whispered.

"Jack," June said, her servos raised to her mouth. Next to Arcee, she had been hit the hardest by the news of their reprogramming. Despite this she had remained strong and begun to learn the basics of Cybertronian biology from Ratchet.

"Ratchet, have you managed to finish work on the anti-virus from the files we retrieved from the Nemesis?" Optimus asked.

"Yes Optimus, however it would require the direct interfacing into a Cybertronian neural net for it to work."

"And what does that mean?" Mrs. Esquivel asked.

"It means, Miss, that we need to have the children in our base in stasis for the anti-virus to work. Otherwise they can resist its effects," Ratchet explained as he prepped a ground bridge.

"Smokescreen, go and retrieve Arcee. We will need to be at full strength to handle the Omega-cons," Optimus said as the ground bridge sprung to life.

"What are we waiting for then? Let's go." Arcee said as she entered the room, before Smokescreen had even left.

Prime looked at her. "And you are certain that your emotions will not interfere with the mission?"

Arcee looked at Optimus. "Optimus, Jack was and still is my partner. I can't help him if I can't keep my emotions in check now, can I?"

Optimus nodded. "Well then, Autobots, roll out." And with that all five of the Autobots' main attack force transformed and sped through the ground bridge as it shut off behind them.

Ratchet turned to June, who had her servos clasped together in front of her face. "Are you alright Mrs. Darby?"

"I'm fine Ratchet. I'm just praying for their safety," she responded.

"Whose?" The children's or the team's?"

June turned to Ratchet before responding. "Both."

* * *

_US Air Base, Northern Texas, ten minutes earlier, Decepticon POV…_

A large, swirling, green portal sprung to life in the middle of the aircraft runway. Several military personal stared at the odd phenomenon before a large silver and blue titan walked through. Another blue and yellow one joined him, and another, and another. Soon a whole army of over thirty of the titans had exited the portal before it closed.

The first to have exited stepped forward and seemed to clear its throat. "Attention organics. This site is now officially Decepticon property. If you leave now, we shall allow you to retreat peacefully."

This caused mutterings from both sides. The humans never knew what a Decepticon was, but standard military protocol was to retreat if any team ever made contact with them. The Vehicons were muttering in surprise, as rarely had any of the Decepticons before allowed the humans to leave without attacking first.

Dreadwing leaned towards Silverstrike. "Are you certain that is wise? The organics could warn the Autobots."

"I'm counting on it," Silverstrike responded, "And besides, the organics don't possess the weaponry to harm us. There is no pleasure or honor in fighting a clearly outmatched opponent." Dreadwing nodded, while Shriek scoffed, and Reboot simply stood quietly.

Slowly but surely, the human forces vacated the base, leaving only the Decepticons standing in the middle.

Silverstrike clapped his servos together "Right, down to business. Reboot, take to the skies and begin monitoring for any possible counter attacks. If you see any, blast them out of the sky." Reboot nodded and transformed to his alt, a small prototype stealth fighter, roughly fifteen feet long with a twenty foot wingspan **(A/N think the black market jet from Just Cause 2),** and took off.

Silverstrike turned to Dreadwing. "Dreadwing, take the Vehicons and begin clearing the area so we may begin digging for the Energon."

The seeker nodded before gesturing for the troops to follow him to the nearest signature and began clearing the area. Silverstrike stood, servos behind his back monitoring the scene. "Like a well oiled machine," he whispered to himself.

"Considering we are machines, it would only make sense," Shriek said as she approached him. "By the way, where are my orders?" she asked, hands on her hips.

Silverstrike chuckled darkly. "You are to wait with me for the Autobots. When they arrive, Reboot and Dreadwing shall join us, and we shall engage them while the troops work."

Shriek gave him a confused look "Wouldn't it make more sense for us to throw the troops at them first?"

Silverstrike sighed, before turning to her. "If you haven't already figured out, the drones do nothing against the Autobots but act as cannon fodder. They don't slow or weaken them in the slightest. Thirty of them will not be enough to even slow the Autobots, especially if Optimus is with them, which, knowing him, he probably is."

Before Shriek could respond, a ground bridge opened up and five vehicles drove through, transforming into the Autobots as the ground bridge closed behind them.

Silverstrike smiled as he raised a servo to his com. "Dreadwing, Reboot, regroup on my position, we have guests."

* * *

_US Air Base, Northern Texas, Present, Autobot POV…_

Arcee and the others transformed as they exited the ground bridge, blasters drawn. Scanning the area, she saw Jack and Miko standing a short distance away. Miko Stood behind Jack, who stood with his servos behind his back, an air of confidence surrounding him that said he meant business.

Arcee couldn't tell if the sight of her former partner infuriated her or broke her spark. On the one hand, he and the others had attacked and almost killed them. On the other, she knew that Jack didn't mean it and that he was only being controlled by the virus implanted in his processor. Despite this, she knew he wouldn't hold back. That was fair enough. She wouldn't either. Not if it meant freeing him of Decepticon control.

Jack took a few steps forward. "Good to see you could join us, Prime. Our last meeting was less than pleasant. Well for you anyway," he said with a dark chuckle.

Optimus scowled under his battle mask. "I ask only once Jackson." Jack visibly stiffened with anger at the mention of his real name. "Surrender now so that we may repair the damage done to your processor."

Jack was visibly angry at the Prime for mentioning his name. "I told you Prime," he said his tone laced with venom. "Don't call me that. And you should be the ones surrendering."

Optimus raised an eyebrow. "If you have not noticed, you are outnumbered, five to two."

Jack chuckled. "I think you need to brush up on your math Prime. Your old age is starting to catch up with you. There are four of us and five of you." On cue, two jets flew down and transformed, sliding across the ground as they did before coming to a halt. It was Dreadwing and Raf. Dreadwing had swung his cannon off his back, and Raf simply stood motionless.

Jack uttered a single word. "Charge." And both sides charged at each other.

Dreadwing charged towards Optimus and Smokescreen, keeping the two occupied as he fired his cannon forcing them into cover.

Bumblebee engaged Raf, who had deployed all four of his tendrils behind him, which were waving and watching Bumblebee warily. Bumblebee began strafing Raf, firing off shots from his wrist mounted blaster, but Raf dodged in and out avoiding each shot. As Bee ducked behind cover to let them cool down, the ends of each tendril slowly opened, revealing that each tendril was equipped with a powerful blaster, which began to pelt Bee's cover with Energon bolts.

Bulkhead was preoccupied with Miko, who was dodging the former wrecker's maces with ease. "Come on," she taunted. "I thought you were faster than this Bulk. I have to say, I'm kinda disappointed. I expected more." With that her right servo shifted into its morning star form, and the femme began circling Bulk, swinging the morning star slowly.

Bulk charged her and brought his right arm down towards her. She tried pulling the same maneuver as before, but this time Bulk was ready and slammed his left arm into her leg, causing her to trip along the ground.

The femme quickly stood back up and shuffled back as Bulkhead's mace left a crater where see was standing a moment before. Miko crouched and jumped, flipping over Bulkhead. Before the large mech could turn in time though, Miko had thrown her morning star around his neck and began using the chain to choke him out, cutting the flow of Energon from his processor.

Arcee slowly circled Jack, her arm blades extended, his own blade lightly skimming the ground. "So are you going to take our fight seriously this time? Because last time was a joke," he mocked, trying to get a rise out of the femme. Arcee only scowled at him.

Jack laughed "I guess so. Good," he said as he raised his blade to prepare for a charge. "I'm always looking for a good fight."

His pedes changed to their wheel form and he quickly charged the femme, bringing his blade up. Arcee parried the blow and attacked with her own blades, which Jack dodged. The fight continued like this for several seconds. Neither side giving ground nor landing a blow, simply clashing their blades against each other in a shower of sparks, as they continued their dance of death. Their blades locked and the two stared at each other through interlocking blades.

Jacks optics that had only moments before shown a cool air of confidence, now only showed anger, and something else. Was it… enjoyment? He was actually enjoying the fight. Suddenly, though, a large mask and visor clamped shut over his face, obscuring it from view.

He broke the lock and rolled back. "I'll give you credit Autobot, I haven't had a reason to use my battle mask in a long time, but I'm afraid our game must come to an end." And once more, he charged at her.

Bumblebee, meanwhile, was still trapped behind his cover waiting for a chance to strike. His chance came when Raf's blasters overheated and had to cool. With his small window open, Bee rolled out from cover, peppering Raf with fire from his blasters as he raced toward the mech. Raf covered his visor with a servo to protect it from fire, but when Bee drew close enough, his tendrils lashed out, and wrapped around the scouts throat lifting him in the air. Despite their slender size, each tendril was massively powerful.

Raf brought the bought closer. "Statement: any last request Autobot?" Bee's request, was a swift kick to the faceplate that sent Raf stumbling back and made him drop Bee. Both fighters got to their feet and got back into their attack positions.

Bulkhead's fight with Miko was going less than perfect. Unlike the others, Miko held a distinct advantage of being faster than Bulkhead. She was able to nimbly dodge most of his attacks, and her armor was strong enough to take the few hits he managed to land. Bulk on the other hand, was covered in gashes from her talons or her morning star, both of which had caused him to start leaking badly.

The tides turned though, when the large blue and yellow form of Dreadwing fell from the sky landing near Jack, unconscious. Jack looked up to see Optimus and Smokescreen, running to join the battle.

Jack bashed his fist against Arcee's helm, causing the femme to stumble back, grasping the area in pain. "Omega-cons!" he called. "Combine into Omegatron!"

The remaining two fighters nodded and fell back, combining into the massive brute that was Omegatron. With no ship to cause him to crouch, the combiner easily stood over 85 feet tall, towering over even Optimus.

The Autobots looked up at the massive combiner. "Uh what do we do now?" Bulkhead asked.

"The only thing we can." Optimus said. "Engage him as if he were any other Decepticon."

With that, he switched to his preferred sword and blaster mix, while the rest of his team followed in a similar style, spreading around the combiner.

Omega watched them and laughed "HA, YOU REALLY THINK THE FIVE OF YOU ARE ENOUGH TO TAK US DOWN! WE WILL SHOW YOU OUR TRUE CAPABILITIES!" Before he could get another word out, all five bots opened fire on the massive con, causing smoke to billow up around him, as he covered his optics.

After several seconds of consistent firing, their weapons overheated and the Autobots waited, watching smoke cloud. All they heard was a sinister laugh as the smoke cleared to reveal an unharmed Omegatron. "OH I'M SORRY," he mocked. "I DIDN'T KNOW WE WERE STARTING." With that he raised both fists into the air, and smashed them down with tremendous force.

The resulting shockwave caused the Autobots to stumble back, as Omegatron charged towards Bulkhead, hitting him with the force of a freight train with rocket engines. The former-wrecker flew into the air, but his leg was grabbed by Omega and the mech was slammed face first into the ground. Before he could approach the fallen wrecker, Optimus and Smokescreen opened fired once more, causing the combiner to raise a massive arm to his face to protect himself.

The combiner shifted his left servo into its standard cannon arrangement, while his Energon shield spiraled out on his right arm. The shield absorbed the bolts as he slowly approached the two. When he felt he was close enough he swung his shield back, and opened fire. Optimus managed to roll out of the way in time, but Smokescreen was not so lucky.

The young bot cursed as several bolts glanced his side, melting the armor. Omegatron began to approach him to finish the mech off, when Arcee, Bumblebee, and Optimus opened fire on him. Optimus was circling him while firing, preventing him from keeping a target on him, while Bee closed to engage, and Arcee simply jumped and dodged, avoiding Omegatron's frustrated attempts to hit her.

Bumblebees closing on the combiner proved to be a mistake. The combiner looked down at the mech and _punted _him across the open area, before turning to backhand Optimus. As Arcee jumped to avoid another blast from his cannon, Omega's right arm shot out and grabbed her, encasing her in his massive metal servo.

The giant brought her to his faceplates. "HOW COULD YOU HAVE EVER HOPED TO DEFEAT US?" he asked as she banged her servos on his servo to get him to release her. "WHAT COULD HAVE POSSESED YOU TO EVER GET INTO OUR MELEE RANGE? DO YOU WISH TO DIE AUTOBOT?"

Arcee stopped struggling and looked up at Omega, smirking. Before he could ask why she was smirking, Arcee pulled an explosive off her back. She had grabbed it from the armory before they left to engage the Omega-Cons. It was similar to human C-4, but unlike its human counterpart, the explosive was strong enough to demolish a skyscraper. With all her might, she flung it at the titan's face, which made him drop her.

She comed Ratchet as she fell. "Ratchet we need a bridge now." Moments later a green portal swirled into life, and the Autobots limped through, Arcee being the last through as she detonated the bomb.

The resulting explosion didn't kill Omegatron. However, had they stayed to watch, they would have seen the combiner collapse into his original three forms, as the Omega-Cons fell unconscious.

**A/N Whew what a rush. This is the longest chapter I have ever written. Ever. Of all time. I hope you guys enjoy what I did here. But I have a few small announcements to make. Those of you reading my other two stories, Son of Primus and Sparkling, those will be my primary focus for the next few weeks. I just felt like I needed to get this chapter out for you guys. I may also start up some other stories as well, as I am chalk full of ideas right now. Anyway remember to review, because every time you guys do, you inspire me to write more. Also, if there are any plot based questions, PM me I will respond**


	7. Chapter 6

Chapter 6: Legacy

_The Nemesis…_

Silverstrike groaned as his optics flickered on, glowing their usual blood red. They flicked from side to side, analyzing the area he was in, and he saw that he was lying on a medical table in the med bay of the Nemesis. Question was, why?

"Ah Silverstrike, you're awake, good," Knockout said glancing at the con from a terminal.

Silver moaned and rubbed his helm, "What happened?" he asked the doctor.

"The Autobots detonated a bomb in your face when you were combined with the rest of the Omega-cons," Knockout replied, "Broke you apart and left you unconscious,"

"My team are they…" Silver trailed off.

"Offline? No, they're fine. In fact they woke up a few hours before you did," he explained and turned back to the terminal.

"So can I go now?" Silverstrike asked impatiently.

Knockout rolled his optics, "Patience, don't need another bug to pop up in your systems, now do we?"

Silverstrike groaned and lay back on the berth, letting the doctor finish his task. He would have preferred to meet back up with his team, but he couldn't leave without letting Knockout finish his check up. Even if he hated being kept away from them, he understood the necessity of allowing the doctor to ensure his health.

A small beep emanated from the medical terminal, and Knockout turned to the con, "You're all clear," he said.

"Finally," he growled, and leapt off the platform lightly, his pedes echoing against the metal floor.

"My team?" he asked turning to Knockout expectantly.

"Training room, where else," Knockout said with disinterest.

Silverstrike nodded and walked out of the med bay, the doors sliding open before him. He stalked down the halls, making his way towards the training room, ignoring the Vehicons that occasionally passed by him. Far as he was concerned, they might as well not exist, all they were good for was dying. Simple as that.

As he walked through the halls though, a sharp pain shot through his processor. He stopped with a pained grunt and held a servo to his helm. He clenched his optics as the pain increased, falling to his knee, grunting.

Suddenly, images flashed through his processor in seconds. They seemed to be memories, but not his. He only saw flashes, but what he did see disturbed and confused him. Flashes of a _human_ flashed through his mind. He looked to be young, only a mechling by human standards or…. what was the term, a teenager?

He had pale white skin, stormy blue optics… no eyes, and black hair on his head. He had a lanky physique too, and for some reason Silverstrike felt like he should know who he was. Like this human was somehow important to him. But how? He'd never talked to a human before, found the creatures small and pathetic.

Silver shook his helm as the images faded, and stood to his full height, blinking his optics a few times. What was that all about? That bomb must have caused more damage than he thought, maybe he should tell Knockout…

_'No', _a voice whispered in his head. He wanted to ignore it, but something, a feeling in his spark convinced him that listening to the voice was in his best interest.

He shrugged as he resumed walking down the hall, what was the harm?

The training room door opened and he entered the training room to see Reboot and Shriek engaged in a small training session. He smiled inwardly as the smaller mech flipped Shriek over his shoulder, and trapping her under pede. Of the two, the mech was clearly a faster fighter. But if Shriek ever managed to slow him down…

The two looked to see their leader, and the femme grinned lazily, "Look who finally woke up from recharge!" she exclaimed happily, throwing Reboot off her chassis onto his aft.

"So Silver," she said walking up to him, "Care for a little sparring, I've been kicking Reboot's aft long enough, need a real challenge," she said, punching him lightly in the arm.

Silver smirked, "Really? Because it looked like the opposite was true when I walked in," he said chuckling.

The femme's white faceplate turned a faint shade of blue. Then she noticed his optics, "Hey silver, didn't your optics use to be blue?" she asked, pointing at his optics.

He raised an optic ridge at the femme, "No, they've always been red, why?"

She quirked her lips and placed a servo on her hips, "Not sure, just could have sworn they were blue," she smiled ran back to the sparring area, "Anyway, care to spar?" she struck a fighting position.

Silver opened his mouth to respond when his comm. beeped, _"Omega-Cons, report to the ground bridge, we have discovered a new relic that we _cannot _allow to fall into Autobot servos," _Lord Megatron rasped over the comm.

"Understood master," all three responded in sync. The three moved to leave the area, and Silver had to wonder what this relic was if his lord and master sounded so worried. Whatever it was, it wouldn't fall into bot hands if he could help it…

_Autobot HQ…_

Arcee wandered the halls of the Autobot base, lost in thought of the hollow victory that they'd achieved nearly a day ago. They'd managed to beat back the Omega-cons… there former friends. But had failed to stop the cons from converting the military base into an Energon mine. To everyone's utter relief though, the kids parents were gone, having other matters or family to attend to.

Last thing that anyone wanted was to listen to another rant from Hiroshi. Arcee had no trouble seeing why Miko was how she was now. The man was a controlling egotistical jerk, and clearly had other agendas he was hiding.

Arcee's inner rant towards the man was interrupted suddenly, by the sound of light sobbing emanating from one of the rooms ahead. She recognized the room as June's new quarters that she'd been assigned, and slowly approached the sealed door.

She knocked lightly on the door, and the sobbing stopped for a moment, before a soft voice echoed from behind the door, "Who is it?" June asked quietly.

"June? It's Arcee…" there was a silence, and Arcee took this as her queue to continue, "Are you alright in there?" she asked.

Another silence followed before June finally replied, "I… I'm fine Arcee," she said, but from the tone of her voice, she was anything but.

"You sure? There's nothing you want to talk about or anything?" Arcee asked her.

The room was silent, for a long time, and Arcee assumed this meant that June didn't want to talk. She took a step to walk away, when the door slid open a crack, the former human poking her head out silently, "Come in," she said quietly, motioning for the femme to come in.

Arcee nodded and walked into June's quarters. They were fairly bare even by bot standards, consisting only of a metal berth resting against a wall on one side, and several selves lining the upper areas of the room. A small desk was pushed against one side of the room, and it appeared that the whole room was well lit with soft light.

What few personal items the woman turned femme might have had were currently resting on a nightstand next to her berth.

The red and white femme sat on her berth, resting her servos in her lap, her helm downcast, "I would offer to get something for you but…" she motioned to the empty room.

Arcee smiled faintly, "It's fine June," she replied with a small gesture.

June nodded and inhaled shakily before venting, "So… you wanted to talk?" June asked.

"I just wanted to make sure you were okay, making sure that you were settling in okay," Arcee said.

June smiled weakly, "Thank you Arcee. I am fine it's just… things have been tough since…" she didn't finish, but her gaze drifted to the nightstand were a handful of items. Arcee followed her gaze and saw she was looking at a picture of her and Jack before the Con's had twisted his him into their attack dog.

A few tears filled June's optics and she broke down into sobs again. Arcee moved to comfort the femme, wrapping an arm around her while she sobbed. Arcee awkwardly sat their holding June, not sure of what to do. She honestly had little experience helping others get over loss, and when she and June were being hurt by the same loss… she wasn't sure what to do.

"I miss him Arcee. I knew that I'd lose him eventually, that he'd move out, but… I never thought to lose my son like this!" she sobbed into the femmes chest.

Arcee rubbed the Junes back comfortingly, "I miss him too June… but right now, he wouldn't recognize us, the con's twisted him. Some of the old Jack is in there but… this new personality…" she didn't finish, she wasn't sure what to think of Silverstrike.

He certainly retained parts of Jacks personality, his calmness, his willingness to fight fairly… to an extent. But the other traits, his love of fighting, his temper, and the fact that he hit on Arcee every time they met, made the mech a bit of an enigma to her.

Arcee shook her helm, clearing her thoughts, "Point is, we'll get him back and things can go back to normal," Arcee said. She almost immediately regretted it.

"Will they?" June asked, "Will things ever be back to normal now that Jack and I are like… this," she said, motioning to her chassis, tears dripping from her faceplate.

Arcee felt her spark twist realizing she hadn't helped. Luckily, before she could either worsen or help the situation, Smokescreen appeared at the door, "Guys, Optimus wants you in the main hall. New relic showed up," he explained, jerking a thumb down the hall.

Arcee nodded, "We'll be there in a minute," she responded.

The rookie left after that, leaving the two femmes alone. Arcee looked to June, "I… have to go, duty calls," she said as she stood.

To her surprise, June stood with her, "I'm coming with you," she stated.

"June," Arcee started.

"No Arcee, this is my son at risk, I need to come out on the field. Maybe if he sees me, he'll recognize me," she replied firmly, the hope obvious in her voice.

Arcee wanted to argue, but instead simply bowed her head, "Fine, come on," she said, motioning for her former charges mother to follow.

The two quickly made their way down the hall and emerged into the large room that made up the main command center for Outpost Omega. All the other Autobots were gathered around, clearly waiting for Arcee. Optimus saw the femme and nodded slightly in her direction.

"We miss anything important?" Arcee asked.

Optimus shook his head, "We were just discussing the activation of another relic," Optimus explained, "We will go there while you June, and Ratchet shall remain here at base, understood?"

"Optimus," June started, "I… would like to accompany you. This is my son at risk here, if I come with you, maybe I'll jog his memory," she said.

A sad look passed Optimus's faceplate, "While I would like to believe so June, we cannot risk bringing you into a battle scenario. While you have mastered the basics of your new form, you have yet to receive any formal combat training, making you a liability on the field,"

June bowed her head, trembling ever so slightly, "I… I understand Optimus," she said quietly.

Optimus tilted her head up to look him in the optics "Rest assured, we will bring the children back June, I promise you that," he said with the faintest of smiles.

"T-thank you," she said, "That's all I could ask for,"

Optimus turned to the other Autobots, "Autobots, transform and roll out!" and in seconds, the Autobots were gone, leaving the two femmes and Ratchet alone in the base.

June leaned against a wall and slid down it, sitting on the floor. She then buried her faceplate in her servos trying to hide her attempts at sobbing. Nothing came out though, and she simply sat there hiding her faceplate.

Arcee wanted to comfort the woman, but knew it would be no use in her current state. June was depressed over this whole scenario, and only freeing the kids would get her out of it.

Ratchet suddenly cursed loudly, grabbing the blue femme's attention, "Optimus? Bulkhead? Can anyone hear me?" he called over the terminal.

"Something the matter Ratchet?" Arcee asked, servo on her hip.

"Another Iacon relic appeared on the sensors, but I can't get a hold of Optimus or the others," he explained.

"I'll handle it," Arcee said casually.

"Alone, with the," he spared a glance at June, who seemed to not have noticed their conversation yet, "the children potentially waiting for you?" he demanded. Arcee mentally cursed, he had a point there. But if this was another relic, they couldn't just leave it for the cons either…

"Who said I'd be going alone?" Arcee replied, directing her gaze at June.

She noticed that, and looked up at Arcee, confused. June pointed a single servo at herself, and Arcee nodded, "Time for some field experience," she said with a faint smile.

June's optics lit up as she realized what Arcee was doing, "I should still try and get a hold of Optimus," Ratchet said, looking at the terminal.

"No time," Arcee said as she punched in the coordinates and activated the bridge, "If you get a hold of him, send him towards us," Arcee said, and grabbed June, the two running through the bridge, ignoring the protests of Ratchet.

It only hit Arcee as she exited the bridge, that she'd just pulled a Miko. But for once, it felt right…

_Second Iacon Relic…_

Silver smirked as he watched the Autobot known as Arcee emerge from the ground bridge. It seemed that drawing the short end of the straw so to speak, had worked in his favor for once. He had stumbled across the ground bridge right as it opened, and now he waited, peeking out from behind a tree to watch and see how many Autobots would emerge.

To his surprise, only one other emerged, a red and white femme slightly taller than the blue femme he'd fought on different occasions. He smirked and realized that defeating these two wouldn't be a problem. He straightened up and lazily walked out from behind the tree, his legs in normal pede mode at the moment. Edge of the forest was too bumpy for his wheels.

"Hello," he greeted smoothly. Arcee pivoted on her foot towards his voice, blasters armed. The other femme took a step back, but she looked at Silver with an expression of… horror, sadness? He couldn't tell, and didn't care.

"Why Arcee," he continued, casually walking toward her, his blade resting comfortable on his shoulder.

"How nice to see that you still keep up your standard greeting," the femme said nothing, keeping her blasters pointed at him.

He stopped a few feet away, "Still, not so nice a greeting, in fact I'm quiet offended," he held a servo to his spark in mock injury.

Again she said nothing, and Silver shook his head, "For shame Arcee, for shame. I thought the Autobots were supposed to be nicer than that," he took a single step forward, and e heard her charge her blasters.

He froze in position, "One more step Jack," she growled.

Silver scowled at the femme's insistence on calling him that, "Well…" he said trailing off.

Suddenly, he flung his sword in the air, causing a brief hesitation in Arcee's form. It was enough. Silver lunged forward and slammed a fist into her midsection, causing her to double over in pain. He raised his other elbow up, and slammed it into her head, knocking her out cold. Without looking up, he snatched his blade out of the air, and directed his gaze at the other femme.

She stumbled backwards as Silver approached her, casually swinging his sword from side to side, "And what might your name be," he started, and noticed she lacked insignias, "neutral," he hissed.

He stepped closer, blood red optics narrowed, when the femme spoke and he froze, "Jack, wait it's me June, your mother!" she exclaimed, arms held out protectively.

"I… I don't," memories flashed through Silver's processor, memories that weren't his. He saw a human women, cradling him helping him walk. Caring for him. He saw her dangling in webbing above the ground, and then in a Decepticon prison, lines of glowing Energon crisscrossing her skin. Then, darkness…

_Second Iacon Relic…_

June watched in fear as her son, her Jack, froze in place, his optics flickering. His sword dropped to the ground, and he fell to his knees, servos gripping his head in pain. He let out a scream of pain and dug his clawed servos into his helm as his screaming intensified.

His optics continued to flicker, before finally shutting off turning a dull grey. June leaned forward cautiously at the motionless form that was her son. With a sudden whir, the bot came back to life, his optics a grey blue color.

Almost instantly, his servos were back on his head as he grunted in pain, and June rushed to his side, ignoring the danger, "Jack, Jack honey, are you alright, what's wrong?" she asked desperately as her motherly instincts took over.

He turned his head to the side to look at her, optics clenched nearly shut in pain. He only managed to get a single sentence out, "M-m-mommy…. help…me," he uttered before collapsing to the ground in pain.

June felt her spark break at the words from his mouth. Whatever was going on in Jacks head, it had stripped away all the self control and taboos that a teen had ingrained into them. All that remained was a scared child, wanting the comfort of their mother.

"Jack let me-" she was cut off as his optics flickered red and he backhanded her, knocking her away.

"Stay away from you neutral glitch!" he hissed, grabbing his blade off the ground and stalking towards her, "I don't know what you did to me," he growled, "But it won't work again,"

June scrambled back away from the being possessing her son's body, "I could run you through right now," he growled as he grabbed her by the throat, lifting her into the air.

His optics flicked to the motionless form of Arcee, "But I have a feeling that taking you alive will keep the rest of the Autobot scum away from the relic," he said confidently.

He looked back at June and swiftly hit her over the head with the pommel of his blade. She immediately went limp, and he threw her over his shoulder. He walked to Arcee and did the same, then made his way to the Decepticon dig site. Lord Megatron would be pleased indeed…

_Dig Site…_

Arcee slowly felt herself come back online, only to realize that she was restrained to June back to back. She felt a pair of stasis cuffs on her wrist linked to the other femmes and remembered Jacks attack earlier. She'd been stupid to fall for such a feint, but every time they met, her former charge managed to surprise her. It was actually starting to irritate her.

Regardless, Arcee had to get out of here with June, and began struggling against the cuffs. She could eventually break them, when a voice interrupted her work, "I wouldn't do that Autobot," Megatron growled.

Arcee looked up at the con warlord glaring at him angrily, "Megatron," she hissed.

The warlord chuckled, "So glad to see that you remember me Arcee," he said with mock happiness.

"Of course, it's a shame it wasn't under better circumstances. But still, I am happy to see that even now, the Omega-Cons are more than a match for you," he said looking at the three former humans.

Arcee watched the three interact by a large stone with something jutting out of it. She tried to make out the shape, when she realized it was the hilt of a sword. And not just any sword, the Star Saber, imbedded within the stone. According to legend, only a Prime could wield the blade, and if it was still in the stone, that meant that Megatron couldn't just cut it out.

It would also explain the dozens of cons busily drilling at the massive boulder, trying to move it before the rest of Team Prime showed up. Arcee just hoped it was soon.

"Ah and so the former human now awakens too," Megatron said, circling around to face June as she awoke.

Slowly the femme opened her optics, only to see the scarred faceplate of Megatron glaring at her, inches away. She let out a yelp of surprise and jumped slightly, lifting Arcee with her. It was only then that she realized that she was cuffed.

"How did I?" she started and Megatron laughed.

"My soldier Silverstrike is quiet the competent warrior, wouldn't you agree?" he interrupted.

June glared at the warlord at the mention of her son, forgetting the cuffs, "You monster, how dare you do that to my son! He's just a child!" she yelled

Megatron chuckled, "And your point is…?" he asked casually.

June was about to respond, when the sound of blaster fire caught everyone's attention, and Megatron's faceplate visibly shifted from calm to worried. He turned to the workers, "Speed production, get that boulder in the air NOW!" he roared before turning in time to see the Autobots barrel by him.

Optimus's servo slammed into his faceplate, knocking the warlord on his aft, "Bulkhead, free Arcee and June, I will retrieve the Star Saber," he ordered.

The former wrecker nodded and worked on freeing them, while Smokey, Bee, and Optimus engaged their former friends. Smokescreen and Bee engaged Miko and Raf respectively, while Optimus attacked Jack.

The Prime shifted his servos to blades and charged at his former friend, Jack unsheathing his blade. Optimus struck down at Jack aiming to cut down the middle. The human turned con deflected the blow and twisted on his heel, kicking Optimus away from him. The Prime only stumbled back a few steps though, and charged again, assaulting him with a volley of slashes strikes and stabs.

To Jacks credit, he held his own against Optimus, throwing in a few taunts, "I always wondered what it would be like to fight a Prime," Jack growled, ducking under a slash from his blade.

"I have to say," he stabbed at Optimus, only to have his blade knocked to the side by his other arm, "I'm not impressed!"

He slashed down at Optimus's head, but the Prime locked his blades into an X above his head. With a flick of his wrist, he ripped Jacks blade from his servo, and tossed it away behind him. The brainwashed boy stumbled back, trying to put distance between himself and the Prime as he approached. His back struck the handle of the Star Saber, and he looked from it to Optimus.

"Do not bother, only a Prime can wield the Star Saber," Optimus warned him.

Jack ignored the warnings, and gripped the intricate handle with both servos. He needed a weapon, this happened to be closest. At first, it seemed like nothing would happen. Optimus watched with pity as his once good friend struggled to remove the stone from the rock.

Jack gasped and vented, straining to pull it from the boulder, his whole system overheating as he pulled. As if in answer to this, there was a sudden crack that resounded through the entire battlefield. Everyone froze and looked to the noise, to see a large crack running up and down from where the blade was imbedded.

Optimus rushed forward, trying to stop Jack. But with a roar of anger, and a great heave, he ripped the blade from the stone, and slammed the flat of the blade into Optimus, sending him flying away, crashing into the ground with a mighty boom. Dust and debris went everywhere as he landed, and Optimus lay there stunned for several moments.

He shook his helm and recovered quickly though, getting up and freezing at the sight before him. Jack stood there, heaving heavily as he held the Star Saber in his servos. It was a massive blade, easily as long as Optimus was tall, and made of intricate interconnecting pieces of metal. He lifted the blade up and gazed at it. Slowly, the blade started to glow a bright vibrant blue, and Jack smirked.

His optics locked with Optimus Primes, "What do you know, I guess this makes me a Prime," he said mockingly. He charged towards Optimus, the large blade dragging behind him…

**A/N: So I finally update this fic…. with the mother of all cliffhangers! HA! So, moving on, I've decided to update everyone of my fics in random order before beginning part two of New Threats. Why? Because, that's why. Which one is next is for me to know, and you to find out. But in the meantime, review if you like, and review if you don't. And if you have questions, PM me, I don't bite. Bye!**


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